Belgian Guarantors definition

Belgian Guarantors means each of the companies specified in Schedule 1 (Belgian Guarantors);

Belgian Guarantors means a Guarantor with its jurisdiction of organization or formation under the laws of Belgium.

Belgian Guarantors means GTS Network Services (Belgium) B.V.B.A. and, until the merger described in paragraph 4 of Schedule 11, GTS Support Services (Belgium) B.V.B.A.;

Examples of Belgian Guarantors in a sentence

• In any proceedings taken in Belgium for the enforcement of any of the Opinion Documents, the obligations expressed to be assumed by each of the Belgian Guarantors in the Opinion Documents to which it is a party would be recognised by the courts of Belgium as its legal, valid and binding obligations and would be enforceable in the courts of Belgium.

• A transaction may be declared null and void if the other party knew or should have known that a decision by the Board of Directors of each of the Belgian Guarantors has been taken in violation of the conflict of interest rules as provided in Article 523 Company Code or provides a wrongful or unlawful financial advantage to any of the directors of each of the Belgian Guarantors.

• Neither the Issuer, nor the Belgian Guarantors or their Subsidiaries carries out activities related to the manufacturing, use, repair, exhibition for sale, sale, import, export, stockpiling or transport of cluster bombs, submunitions, inert munitions or armour plating containing depleted or industrial uranium, or anti-personnel mines.

• Claims against the Belgian Guarantors which become due and payable on or after the bankruptcy or request for a moratorium of the Belgian Guarantors – including any claim for indemnities triggered by the bankruptcy or moratorium – are therefore not eligible for set-off.

• The guarantee is also capped in respect of any Belgian Guarantors (of which, at the date of the Facility Agreement, there were none).

• Applicable bankruptcy, insolvency, liquidation, moratorium, reorganisation or other laws relating to fraudulent conveyances, judicial decisions or principles of equity relating to or affecting the enforcement of creditor’s rights or contractual obligations generally, including statutes of limitation, may affect the enforceability of the obligations of the Belgian Guarantors under the Transaction Documents and the New Guarantees.

• In any proceedings taken in Belgium for the enforcement of the contractual obligations of the Belgian Guarantors under the Opinion Documents, the courts of Belgium would recognise the choice of New York law to govern the Opinion Documents, subject to the provisions of Regulation (EC) No 593/2008 of 17 June 2008 on the law applicable to contractual obligations.

• Applicable bankruptcy, insolvency, liquidation, moratorium, reorganisation or other laws relating to fraudulent conveyances, judicial decisions or principles of equity relating to or affecting the enforcement of creditor’s rights or contractual obligations generally, including statutes of limitation, may affect the enforceability of the obligations of the Belgian Guarantors under the Transaction Documents.

• This Opinion Letter is given on Opinion Documents (other than the Registration Statement and the Base Indenture) to which the Belgian Guarantors will not be a party on the date of this Opinion Letter.

• Claims against the Belgian Guarantors which become due and payable on or after the bankruptcy or request for a moratorium of the Belgian Guarantors — including any claim for indemnities triggered by the bankruptcy or moratorium — are therefore not eligible for set-off.

More Definitions of Belgian Guarantors

Belgian Guarantors means any Subsidiary of Parent formed under the laws of Belgium that is at any time a party to a Guaranty and not a Belgian Borrower.

Belgian Guarantors means a Guarantor with its jurisdiction of organization or formation under the laws of Belgium. “BV Borrower” means MacDermid Agricultural Solutions Holdings B.V., a company organized under the laws of the Netherlands having its seat in Amsterdam and registered with the Dutch trade register under number 61196029. “Certificate of Designation” has the meaning set forth in the Arysta Acquisition Agreement. “Civil Code” has the meaning set forth in Section 4.10. “Euro Funding Borrower” has the meaning set forth in Section 11.27(b). 12 “Euro Obligation Aggregate Payments” has the meaning set forth in Section 11.27(b). “Euro Obligation Fair Share” has the meaning set forth in Section 11.27(b). “Euro Obligation Fair Share Shortfall” has the meaning set forth in Section 11.27(b). “Euro Obligation Fair Share Contribution Amount” has the meaning set forth in Section 11.27(b). “Make Whole Payment” has the meaning set forth in the Arysta Acquisition Agreement. “Mexico” means United Mexican States (Estados Unidos Mexicanos). “Mexican Guarantor” means a Guarantor with its jurisdiction of organization or formation under the laws of Mexico. “Note Escrow” means an escrow arrangement for the deposit of the gross proceeds of the notes to be issued by PSPC Escrow Corp. in connection with the Arysta LifeScience Acquisition into an escrow account (or accounts) in accordance with the terms of the Note Indenture and the Note Escrow and Security Agreement. “Note Escrow and Security Agreement” means that certain escrow and security agreement dated as of February 2, 2015 (as may be amended, supplemented, amended and restated or otherwise modified from time to time), by and among PSPC Escrow Corp., as grantor and Computershare Trust Company N.A., as trustee and escrow agent. “Note Indenture” means that certain indenture dated as of February 2, 2015 (as may be amended, supplemented, amended and restated or otherwise modified from time to time), by and among PSPC Escrow Corp., as escrow issuer, Computershare Trust Company N.A., as trustee, and Société Générale Bank & Trust, as paying agent, transfer agent and registrar. “Series B Preferred Stock” means the Series B Convertible Preferred Stock to be issued pursuant to the Arysta Acquisition Agreement. “Series B Redemption Date” has the meaning given to the term “Redemption Date” set forth in the Certificate of Designation.